Micro Design Group Ltd & Anor v BDW Trading Ltd [2008] EWCA Civ 448 (21 April 2008)

Micro Design Group Ltd & Anor v BDW Trading Ltd [2008] EWCA Civ 448 (21 April 2008)

The deed of overage, properly construed, only requires further payment if improved planning permission is obtained by the buyer. The contractual mechanism and commercial sense support this construction, and there is no provision for payment if the seller obtains planning permission after sale.

Citation
[2008] EWCA Civ 448
Parties
Appellant: Micro Design Group Ltd & Another; Respondent: BDW Trading Ltd
Jurisdiction
England and Wales
Judgment Date
21 April 2008
Procedural Posture
Civil Appeal / Appeal From Preliminary Issue Determination in Chancery Division
Outcome
Appeal allowed
Legal Topics
Overage Agreements, Construction of Commercial Contracts, Planning Permission, Trigger Events in Contracts

Case Brief

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Parties

Micro Design Group Ltd & Another

Appellant

BDW Trading Ltd

Respondent

Procedural Posture

Civil Appeal / Appeal From Preliminary Issue Determination in Chancery Division

  1. 1 Whether the deed of overage requires further payment when improved planning permission is obtained by the seller rather than the buyer

Ratio Decidendi

The deed of overage, properly construed, only requires further payment if improved planning permission is obtained by the buyer. The contractual mechanism and commercial sense support this construction, and there is no provision for payment if the seller obtains planning permission after sale.

Court Disposition

Appeal allowed

Orders

  • Preliminary issue answered in favour of the buyer (appellant)
  • No payment due to seller under the overage deed on the facts as found